Acting is Joey "Pants" Pantoliano's first love, but as the VP of L.A.'s Grand Havana Room, cigars run a close second.

"I know why I'm an actor. I hated being poor," he says, referring to
his childhood in Hoboken, New Jersey.

Pantoliano's family had been on welfare a number of times, and with
numerous examples available of how to get into trouble, he could
easily have had a different future. He credits his stepfather, Florio
Isabella, who spent a total of 21 years in prison, with saving him
from a life of crime. "Florio hated being poor and became a criminal,"
he says, with a half-shrug. "I didn't have that option because he said
he would kill me," Pantoliano recalls. "Someday I'll write about
it--or I'll have somebody write about it. I'm not a writer."

The movie of his life, if one ever gets written, would go like this:
The film starts in black and white. Pantoliano is the narrator. He is
smoking a cigar as he talks, on a terrace overlooking Beverly Hills.

"I love to talk about myself," he says, as the picture dissolves to
the streets of Hoboken; the year, 1967. In the opening scene, Dominic
"Monk" Pantoliano, Joe's father, leaves the family behind and heads
for Florida. Joe is 14.

"My mother [Mary] was an interesting woman," Pantoliano begins the
story. "My mom and dad, they were married for 20 years. My
stepfather--my mother's third cousin, Florio Isabella--was doing a
15-year stretch in Atlanta Federal Penitentiary for drug
trafficking. When he was released from Atlanta, he moved in with us
and then my father moved to Florida." Drugs, Pantoliano says, were
Florio's "family business," explaining that the man who would become
his stepfather began his criminal career delivering heroin in lower
Manhattan at the age of 10.

"The next thing I knew, my mom and Florio were lovers. And there were
lots of fireworks." Pantoliano is speaking more slowly now, the
emotion of the memories sinking in.

"There were fistfights in the streets of Hoboken between my father and
my stepfather, and I was in the middle of it," he continues. "It was a
mess. Ultimately, everybody made up and my father moved in with a
woman in Jersey City. My mom died in 1982. My stepfather died in my
father's arms, because they continued to be friends long after my mom
was gone, and then my father died three months later, after my
stepfather died."

Pantoliano had already escaped that life in Hoboken, but he came to
appreciate certain aspects of it when he returned in 1987, already a
successful actor, for his father's funeral.

"My father was a working stiff," Pantoliano says, wanting to make
sure that Monk is properly remembered. "He was the only person in
Hoboken ever to bowl a 300 game. He loved to bowl. He died at 75. The
funeral parlor was packed. People who hadn't seen him in 50 years came
just to pay their respects. They didn't know who I was."

Pantoliano would escape the poverty of Hoboken and go on to become
recognized as an actor. He would marry young, get divorced, marry a
second time and have a strong family life and a wonderful, beautiful
wife. He would buy an apartment in Hoboken and spend two months there
every year. He would make dozens of friends around the country and
acquire enough money to do whatever he wanted, to have fun. And he
would be able to pursue his latest passion, cigars, in his personal
life and as an investor in the Grand Havana Room, one of Los Angeles'
top cigar venues.

Joe Pantoliano--Joey Pants to his friends, it's a nickname from
childhood--loves everything about smoking cigars. He loves the
cutters, the lighters, the humidors, all the accessories.

"It was the whole package that really got me excited," he says of
the time in 1989 when he began smoking cigars and visiting tobacco
stores, then drops in the profanity that peppers the Joey Pants
persona. "Even the little fucking canes. You know, the silver-tipped
[walking] canes when you walk into these stores." Pantoliano now owns
many of those accessories, and on a sunny day in Southern California,
after an offer of cappuccino, he is giving a tour of all that is
cigar-related in his L.A. home. It is not a quick trip.

"My wife had this made for me," he says of the custom-built cabinet
humidor that takes up most of a living room wall. "I have the greatest
wife in the world. I can smoke anywhere in the house and even in the
bedroom." The shelves reveal the requisite I-really-adore-cigars books
and the coffee tables hold at least a dozen humidors (and counting),
most of them gifts from people who know he loves cigars. He admits
he's obsessed.

"I think I'm a compulsive type of person," he says. "You know, I'm
an alcoholic," he adds, waiting for a reaction. "I guess I'm what they
would call a 'periodic alcoholic.' I go for eight months and I don't
have a drink and then I have a couple of glasses of wine and before I
know it I'm having five glasses of wine a day and I put on 15 pounds
and then I stop. And it's like if I like a shirt, I buy three. But the
thing with cigars is I don't abuse the privilege. This is my first
cigar in two days," he says of the Cuban Bolivar Gigante he holds in
his right hand. "I try to smoke one to two a day, no more than
that. Sometimes I'll binge and I'll have three in the course of the
day or two in the night if I'm doing a party or something. Then I try
to cleanse myself the next two days. I feel like if you abuse 'em and
smoke too many of 'em, they all start to taste the same."

Pantoliano is proud of his ability to moderate habits that once
would have controlled him. He also takes childlike delight in pointing
out all the signed photos on his office wall from movie stars
expressing their friendship.

These days, Pantoliano is on fire. In fiamme. Hot. Smokin'
even. After roles in 60 movies, he is starring in a feature film, has
just finished a television pilot and is so much in demand as an actor
that he worries about not being able to work on a sequel. He's even
recognized on the street. That is, well, a dramatic change.

"For a time, people thought I went to high school with them or
something," he says with a laugh. "But what I hear most of all is,
'You sound familiar.' I get spotted for my voice more than anything."
It is the voice of Guido the Killer Pimp in Risky Business. In this
1983 coming-of-age movie, Tom Cruise plays high schooler Joel, who has
ostensibly stolen Guido's hookers. In Pantoliano's big scene, Guido
goes to Joel's suburban Chicago home to get the hookers back and
explains reality to him.

Pantoliano, 43, is more muscular and taller than he seems
on-screen. He has made a livelihood out of playing the "psycho," or
the "buddy," as he did in The Fugitive, the 1993 film starring
Harrison Ford and Tommy Lee Jones in which Pantoliano delivered most
of the humor. He is now starring in the just-released Bound, with
Jennifer Tilly, who played the aspiring-but-incompetent actress in
Bullets Over Broadway, and Gina Gershon, the brunette in
Showgirls. Pantoliano is excited about this movie; it's his first
leading role. "At least in a movie that's any good and done by a major
studio," he says.

"It's a film noir with a twist," he says earnestly. "Jennifer plays
my lover of five years. I'm a money launderer for the mob, the Chicago
Mafia, and Gina is a small-time felon who's just been released from
prison who gets a job as a janitor in our building. Jennifer and Gina
become immediately attracted to each other and the next thing you know
they're banging each other. Instead of a guy and a girl, it's the two
girls against the guy."

Pantoliano's character in Bound does not smoke cigars, and in The
Fugitive, Jones does the honors. But in many of his movies, Pantoliano
has taken special delight in combining work with pleasure.

"You know, I'd do a movie, I'd call Davidoff and say, 'Listen, I'm
doing a movie, I wanna smoke your cigars in the movie.' Like when I
did Steal Big, Steal Little [a 1995 film with Andy Garcia that did not
do boffo box office], I smoked all of the Fuente cigars." Pantoliano
loves the Fuente family and their Dominican cigars--the Fuentes and a
friend sent him six boxes of Don Carlos cigars as a wedding present in
1994--but he is diverse enough in his tastes to spread around the
exposure on the big screen. And he's not reluctant to get free cigars.

"It just so happened I smoked cigars in Bad Boys because I was
smoking between the shots," Pantoliano says of the 1995 movie set in
Miami. "We were rehearsing the scene and the director said, 'Gee, it'd
be great if you'd smoke that cigar. I'd love to see Captain Howard
smoke cigars in this.' I said, 'Well, I only got two of these and we
got three weeks of shooting.' So I called Ernie." Ernie is Ernesto
Perez-Carillo of Miami's El Credito Cigars, the makers of La Gloria
Cubana and El Rico Habano. "I say, 'Ernie, I'm smoking a robusto Rico
Habano. You got a coupla boxes we can put in the movie?' He says,
'Hell yeah!'" Pantoliano's funniest scene in the film (in which he
plays the typical cop in charge who screams a lot) is when he is
shooting free throws over the backboard while chewing out two police
officers. All the while the robusto is in his hand or mouth.

For "EZ Streets," a pilot he shot earlier this year in Chicago for
CBS, he chose Don Carlos No. IIIs. "It's very gritty," Pantoliano says
of the pilot, which has been picked up and will debut this fall on
Wednesday nights. "For television, this is a very tough show."

It's a warm spring day in Chicago and Pantoliano is walking to a men's
shop on Michigan Avenue to pick up a tuxedo Donna Karan sent him for
the Oscars. Pantoliano is what is commonly known as a "character
actor," a term he does not dispute, but one he chooses to define for
himself.

"In Hollywood, most young actors and movie stars construct the
character to them, violating the cardinal rule of acting," he
says. "In Hollywood, a character actor is the guy who supports the
leading man. My definition of a character actor is a guy who creates a
role. I think any good actor, man or woman, is a character actor. I
mean, obviously Dustin Hoffman, Al Pacino, Robert Duvall, Robert De
Niro and Gene Hackman and, you know, Paul Muni and Luther Adler and
Spencer Tracy, these were all great actors. I think Harrison Ford is
one of the great character actors of our time, even though he's a
leading man. I think Jeff Bridges is a great character actor. These
guys are real actors!" Pantoliano's voice rises. "These are the guys
that I emulate. These are the guys that I wanna grow up to be. These
are the roles that I want to play," Pantoliano says, adding that
Montgomery Clift is his favorite actor of all time.

"People label me a 'character actor' because I'm the third guy
through the door. I'm the guy supporting the movie stars," he
continues. "So, in my mind, I'm just a fuckin' actor. In the buyer's
mind, I'm a character actor."

Pantoliano plays an Irish gangster in "EZ Streets," and for the
pilot, he prepares in the makeup trailer by shaving his head with an
electric razor, then gluing and taping on a red wig while waiting for
the dye on his eyebrows to dry. His banter with the women doing makeup
and hair is constant. The transformation is finished after he changes
out of jeans and T-shirt into a dark-blue ensemble covered with a
black trenchcoat, ever so stylishly accented by the biggest Versace
blue paisley scarf likely ever seen by the residents of the poor South
Chicago neighborhood where the scene is about to be shot. The two-tone
blue-and-white shoes on his feet complete the look.

He justifies his character's apparel, saying that he's a "sharpie,
he's just starting to make money." Before the camera rolls, however,
he stuffs as much of the scarf as he can under the trenchcoat.

At work, Pantoliano is focused, quiet, at times almost brooding. He
becomes a bit edgier in talking to people if he is distracted before
he is about to do a scene, as if he is collecting the right amount of
tension needed for the shoot.

"Action!" yells director Paul Haggis, and actor Jason Gedrick,
whose character has made it out of the Irish gang, is sitting on the
front stoop of a house. He gets up, walks to the street and starts to
cross when he is intercepted by a black Lincoln Town Car. Pantoliano
is the driver.

The camera cranes down as Pantoliano begins the process of luring
Gedrick back into the fold. "Feel like breakfast?" he asks. Gedrick
gets in and they drive off while the camera zooms back to a street
sign that should read "Elm Street," but has been altered by graffiti
to read "EZ Street." It's the show's closing shot.

"Cut! Print! Perfect!" yells Haggis. Seemingly oblivious to what he
just said, the director shouts, "One more." The scene takes all of 90
seconds, and six takes later Joey Pants steps out of the car and
self-mockingly shouts, "Makeup!" to no one in particular. It's like
letting out a big breath. In a matter of minutes he is back in the
makeup trailer, then in the van to the hotel. Pantoliano asks the
driver if he smokes cigars.

"Yeah, I'm starting to get into them," the driver says, as he
negotiates the turn into the hotel.